Oops! We Got Penguin!
by auroraminamino
Summary: My response to that fact that there are to many human-ized stories on here. A girl gets penguin-ized! Yes, you read correctly! Enjoy!


**Oops! We Got Penguin!**

Skipper, Private and Rico were all sitting around the table playing cards one afternoon when suddenly Kowalski suddenly burst out of his lab looking as giddy as Private anytime they were going to play a Luna-corns marathon on TV.

"What dangerous means of destruction of yours will we have to disarm this time Kowalski?" asked Skipper grinning at him over his cards.

Kowalski shot him a look then said "I have finely made something that is not only harmless, but very very fun to play with!"

"Didn't you think the same of The Helmet?" asked Private tilting his head.

"Well yes, but that would have been if Julian hadn't taken it." Kowalski replied without missing a beat. "Anyway, gentlemen may I present to you The Penguin-izer!" Kowalski stepped aside to reveal his newest creation. It was built to go on Kowalskis shoulders and strapped around his waist. The controller was on one side and could be pulled in front of him. What resembled the end of a tuba would come up over Kowalskis head. The whole thing was purple.

"Well, I like the fact that its name ends in 'izer'." said Skipper putting down his cards and waddling over. He had a intrigued look on his face. The other two followed suit.

"Whats it do?" asked Rico

"Instead of telling you, I'm going to show you!" Kowalski said as he dashed over to Privates bunk. He grabbed Privates newest Luna-corn. As Skipper melted the last one. He put the toy in front of the team, then put on his new invention. He pulled the controller into the right spot and took aim at the toy, then he turned his head slightly and said "Watch this!" in a high pitched whisper. He hit a couple of buttons and a red scanner beam came out of The Penguin-izer. A green light came on then an orange beam shot out and hit the Luna-corn. There was a flash of orange light and when Team Penguin looked again a small plastic penguin toy was sitting there.

"Whoa!" said Rico

"What happened to my Luna-corn?" asked Private

"Its been turned into a Pengua-corn!" laughed Skipper

Rico laughed too then said "No horn though."

"Eh, it was still funny." said Skipper still grinning. "So, you built a gizmo that turns inanimate objects into the likeness of a penguin. We got any practical applications?"

"It makes nifty decoys!" said Kowalski with a big grin.

"That's true, but besides that?" asked Private

"Well no, not really-" Kowalskis face suddenly perked up.

The team was in a hidden area of the lemur habitat watching and waiting for just the right time. Julian was trying to make it over to his lounge chair, but Mort had him around one of his ankles.

"Not the feet!" shouted Julian whipping around and kicking Mort clear across the enclosure.

Kowalski fired The Penguin-izer while the lemurs back was turned. His lounge chair went from his normal one to one that was penguin themed, coloring and everything. All four penguins grinned. It wasn't until Julian was comfortable that he sensed that something was up.

He looked and saw what his chair now looked like. "AAA! What has happened to my lounge-y chair?" He jumped in surprise when he heard the penguins laughing at him as they ran out of the habitat. "The penguins!" he muttered glaring in their direction.

Team Penguin spent most of the remainder of the afternoon amusing themselves with Kowalskis new toy. They liked to see what different things looked like penguin-ized! Things they shot: lamp posts, Alices zoo cart, Marlenes then later Joeys ball, (Skipper thought Joey needed some messing with) trash cans and the occasional bush was also on the hit list, an instant penguin topiary collection. There were confused looks all around when it came to the zoos staff. The patrons however seemed to like them.

_Elsewhere_: Athena, a black and white wearing teen with jet black hair, was in the park playing Frisbee with a couple of friends.

"Go long!" shouted her friend Rory as she threw the Frisbee next.

"I'm a gonna get it!" Athena shouted back at her in a competitive type tone as she tore off after it. As she ran she became less focused on where she was going and more focused on the Frisbee. That is until she plowed right into a pretzel cart, knocking it, its vendor and herself down. The Frisbee landed in a bush nearby. "Well, that's annoying." said Athena as she saw it land. She then turned to the pretzel cart guy.

He was already standing. "You!" he shouted pointing down at her.

She jumped then scrambled to her feet. "Me? Wait, I've seen you on the news! Your that freak Officer X!" Athena quickly covered her mouth with her hands.

His face flushed red with anger. "What are you doing? Working for the penguins? Your in their colors! What are they up to?" On his last question he looked around as if expecting to see someone watching him.

"Yeah, I'm just going to go-" said Athena side stepping away slowly because this guy was really freaking her out.

She got about five steps away before he shouted: "Oh no you don't! Get back here!"

As Athena started running she thought "I wish black and white worked like camouflage!" She looked around, trying to find a place where she could loose her crazy tail. Then she remembered at what end of the park she was in. "I know! I'll loose him in the zoo!"

_Elsewhere_: "Finely our kind will have the recognition we deserve!" Skipper said as the others laughed. They were standing in front of the zoos seal fountain. They were going to make into a penguin fountain. "Do your thing Kowalski!"

"Rodger that Skipper!" He then started using The Penguin-izer yet again, seemingly not at all tired of it. Though they did find the larger the object the longer it took to scan.

Suddenly: "Penguins!" Julian came out of nowhere and tackled Kowalski, knocking him over backwards. The Penguin-izer flew off of him as the strap around his waist snapped. It was pointing at the zoos entrance when it suddenly went off. Then it hit the ground and broke in half.

_Elsewhere_: Athena saw her goal in sight. She was also glad of the fact that the zoo keeper wasn't around as X was gaining on her, she could feel it. She practically dove through the entrance when she reached it. Suddenly she saw a strange flash of orange light, then landed in a nearby bush hard enough to be knocked out.

Someone who was sitting unseen in a tree nearby saw what happened and found it most intriguing. That someone climbed out of the tree and went into the bush.

_Elsewhere_: "Ring tail, where did you-?" began Skipper

"My lounge-y chair! Change it back! I know it was you!" said Julian getting in Skippers face.

"Well, I'm afraid that I can't to that." said Kowalski calmly brushing himself off.

"Of course you can't, the machine is busted in half." said Skipper glaring at Julian, who just crossed his arms.

"Its what?" shouted Kowalski running over to his device and hugging it.

"You didn't put a reverse switch type thing on it did you." said Skipper

"I was going to start on that when we went home later." said a sad Kowalski.

"Its not that big of a problem since this thing is only meant to be used on non-living things." said Private with a shrug.

"I am wanting a new and better lounge-y chair!" said Julian

"Private will make a clone of your old one. You can make it better your self." said Skipper

"Fine." sighed Julian "Lets go Private." The two of them headed for the lemur habitat. While the others headed for home with Kowalski moping the entire way.

Private was back fairly quickly and the team was able to have some zoo face time before closing. Then they went down into HQ where Private stretched out on their new lounge chair and watched some TV, he was taking turns with Skipper. Rico hung out with his Miss Perky and Kowalski tried to put The Penguin-izer back together. He didn't make much headway by the time Rico called into the lab that dinner was ready.

_Elsewhere_: It was after dark when Athena woke up surrounded by bush. She laid on her back for a moment confused. When she sat up she saw a puffin preening himself.

"Wait, The Central Park Zoo doesn't have any puffins." Athena thought "Perhaps I hit my head."

The puffin suddenly looked at her. Then he walked over and said "About time you woke up!" He had an odd accent that Athena never heard before.

"You can talk?" asked Athena amazed at what she just heard. She then thought "I must have hit my head pretty hard!"

"We animals aren't as dumb as most humans think. At least most of the time." said the puffin

Athena blinked: "Right . . . "

"So whats your name?"

"Athena, yours?"

"Hans. I have a question for you. Do you like penguins?"

"Who doesn't, they are both cute and cuddly!" said Athena getting a bit starry eyed.

"Well, that's kind of good because-" Hans then held up a piece of reflective wrapping. Like the kind used for some snack foods.

Athena saw her own reflection and immediately stood up and snatched the wrapping away. "What in the name of -(she turned over the wrapping)- Peanut Butter Winkys?"

Hans grinned as he was reminded of Skipper. This was going to be good.

"I have got to be dreaming!" Athena shouted She then grabbed a nice thick stick and went to smack herself in the head with it. Hans quickly stopped her.

"Whoa!"

"Over kill?"

"Just a little! Here this will wake you up if you dreaming." Hans then slapped her on the back.

"OK, just a tad to hard and I'm not dreaming!" said Athena She then turned and grabbed Hans by the shoulders. "How am I not dreaming?" Hans grinned. Athena thought it looked a little creepy and let him go.

"Let me tell you about thins guy I know named Kowalski and his friends."

_Elsewhere_: It was about midnight and Skipper was the only penguin still awake in the whole of HQ. His gut was telling him that something was up, but all he wanted to do was sleep. He almost wished that it was the lemurs keeping him up. Almost, but not quite. He finely gave up on trying to sleep and headed topside. He was going to get to the bottom of this feeling if it took him all night. Skipper started off by checking the lemur habitat and found that they were actually asleep for once.

"Go figure." Skipper said to himself. Then he simply shrugged, went back to HQ briefly for a set of high tech binoculars, then went to the top of the clock tower so he could get a good view of the entire zoo. He wasn't up there long when he saw a bush move. His wing slowly moved towards the walkie talkie he also grabbed, which was in his feathers, as he was suspecting the worst. He jumped in surprise when a lady penguin waddled out of the bush. Skipper watched as she looked around as if she was uncertain about something. "Maybe shes lost?" thought Skipper He then moved in to see if he could do anything to help her. He still kept his guard up in case this was some kind of trap, but put on a kind look as he got closer to her. "Hey there, are you alright? You seem kind of lost." She looked over at him so he waved.

"That must be Skipper. Wow, Hans was right, he does have a flat head!" thought Athena "Yeah, I guess you could say that I'm lost." she said back to him. She couldn't think of anything else to say. She then went to run over to him, but she tripped, not yet used to her new webbed feet. Skipper quickly caught her before she hit the ground.

"Someones a bit clumsy." said Skipper setting her back on her feet.

"Wow, your fast!" said Athena

"Of course I am." Skipper grinned Then he heard her stomach growl. "Someones hungry. Come on." Skipper gestured her to follow him. "You like sushi?"

"My favorite!" Athena answered starting to follow Skipper back to HQ.

From inside the bush Hans grinned: "This is gonna be good!" He rubbed his wings together.

_Elsewhere_: Athena sat at the table and ate every bit of sushi she could lay her wings on. Skipper seemed to find it amusing as he got a spare pillow and blanket and put them on the penguin-ized lounge chair. Not since Rico had he seen someone eat sushi like that. When she finished she just sat there and patted her belly.

"Well since its late, I'll introduce you to the team tomorrow." said Skipper after he was done setting up her bunk.

"The team?" He pointed over at the the bunks where the boys were sleeping. "Oh! Yeah lets do introductions tomorrow." said Athena then she thought "So that's them." She couldn't help but think that they were all cute, including Skipper, but the smallest one was the cutest. Now completely full of sushi she went over to her lounge chair of a bunk and was asleep as soon as she laid down. Skipper put her blanket over her then went to sleep himself.

The next morning Athena was woken up, very loudly, by Skipper yelling: "Rise and shine recruit!" It surprised her so much that she caused the chair to fling her to the floor. "You got some good distance there, you must be a pro. at that!"

Athena was thinking about re-thinking the whole penguins were cute and cuddly thing at least when it came to Skipper. "Was that really necessary?" Athena asked tilting her head at the four penguins that were now standing in front of her as she got up. She noticed that one of then, who had a scar, was doing the same thing with his eyes slightly squinted.

"I had to do what I had to do. You were sleeping like a rock." said Skipper grinning.

Athena just shrugged.

"Well its time for those introductions I promised. I'm Skipper. The Team Leader. This is Kowalski, First Lieutenant, Options Guy and Team Tech. Rico, Staff Sargent, Team Weapons Guy and Private, First Class, Special Operations."

"What kind of 'special operations'?" asked Athena

"If you stick around long enough you'll see." Private answered glancing at Skipper.

"So, sound off recruit." said Skipper grinning.

"Athena, no rank and no training." Athena didn't know why, but she suddenly felt nervous. Perhaps she shouldn't have said that.

"Skipper will fix that!" said Private

"That's what I'm afraid of." Athena replied

Private grinned then said "Well at least for today you don't have to be scared, its Saturday. That means its Hobby Day."

"Cool." said Athena

"You got a hobby?" asked Rico

"You guys like Frisbee?" she asked The five of them then went topside. To play some Frisbee. "So wheres the-?" Rico then hacked up a Frisbee. "Uh-"

"You'll get used to that." said Kowalski

"Hopefully!" perked up Private. Then he laughed at the look on her face.

As the pace of the game picked up Skipper said "We put your description into the computer to run a background check on you, but you didn't come up." He threw to Kowalski, who threw to Private.

"That's because I'm not in the zoo system." Athena replied reverting to what she had rehearsed with Hans. "I'm afraid that I'm just a wondering little penguin."

"Aw!" said Private with a sympathetic look throwing to Rico.

Rico squinted slightly and tilted his head at her again, but still manged to catch the Frisbee. Then he was about to throw it to her again when he stopped and looked confused. Athena stopped moving backwards and looked behind her. An angry looking ring tailed lemur was standing there. His nose was twitching like he was sniffing, but trying not to be obvious about it.

"What are you up to?" said the ring tail pointing and glaring at her.

"Julian why are you so angry? This is Athena. Skipper found her wandering the zoo last night." said Kowalski tilting his head.

"Wondering or invading or spying perhaps?" said Julian walking towards her. She backpedaled as fast as she could.

"Whoa, Ring tail you know being paranoid is my thing for one and two if she wanted to do something she would have last night. I put the video camera on her right before I went to bed and reviewed the tape just this morning. No weird behavior what-so-ever." said Skipper as he got in between Athena and Julian quickly and pushed him away a little.

"Something is not being even close to being right about her!" Julian shouted pointing over Skippers head at her.

"Hey, my gut tells me shes alright and you know that I always go with the gut. -(he pointed at his stomach)- Not get out of here Ring tail before I- Hey!"

Julian jumped onto Skippers head and said "What evil doer are you with? That crazy dolphin or that puffin?"

"That's it!" shouted Skipper He then threw Julian to the ground and looked like he was about to slap him really hard when he got back up. Julian flinched. Athena quickly got up behind Skipper grabbed him by his wing and spun him around so he couldn't hit the lemur. He grunted as she hit him in the stomach with her other wing. To keep him at a little bit of a distance. She did this automatically, in case he might try to hit her. Not that she thought he might. She did this out of the fact that she couldn't stand seeing animals get hurt, particularly endangered ones like a ring tailed lemur.

"Ooh!" said the others, regarding the hit to the belly.

"No hitting the lemur, OK?" she said thinking she sounded a bit lame.

"Whoa, only a friend of ours named Marlene has ever done that move, though she didn't hit me." said Skipper

"Well, I did that so I could dodge in case you swung on me. Not that you would, it was automatic." she replied with a shrug while letting him go.

"Since you didn't let 'The bossy one' be hitting me I will not bother you again. But I will be watching you." Julian then pointed at both of his eyes with his first and second fingers then pointed at her before walking away, headed back to his habitat.

"Whoa!" said Rico

"What was that all about?" asked Private

"I don't know, but I now know how you feel when you and I get into arguments like that Private." said Skipper

Kowalski shrugged: "That was weird for him."

All five of them watched Julian walking for a moment. Then Skipper turned to Athena: "Where did that move come from?"

"I said I had no training. I didn't say I was helpless." said Athena grinning. "A girl on her own has got to know how to defend herself."

"True that." said Skipper as he and the other three grinned back.

Athena stayed on for a week and a half, training, meeting friends of the penguins and avoiding the ring tail. Every time she was out of HQ she would see him at least once. He wouldn't go near her, but he would be watching. Not that he didn't have a reason. He was suspecting that she was up to something and he was right. Every time the team would tell her that Alice was coming she would have to duck in to HQ so she wouldn't see her and when that would happen she would snoop around the HQ. She was looking for anything that would be of interest to Hans. She would sneak off every now and then and give him a report. Normally one to not want any part of anything like this she had two reasons that kept the guilt of it away: Reason One: If she found the right Intel Hans would be able to find a way to change her back into a human. Reason Two: Hans told her that Skipper had turned on him back in Denmark. Athena couldn't stand people like that so of course she was going to help him. She couldn't help but wonder why Skipper even had friends. She assumed that the others didn't know for one reason or another.

Still she found some friends, Marlene was one, the two chimps and two out of the three lemurs. Private was with her that day and tried to convince Julian to give Athena a chance. He kind of did, they had a bounce off which she won, then a dance off which he one. When she offered a tie breaker, he said that he was good and that if she wasn't up to something they would most likely be friends.

Private was insulted by that, but Athena wasn't. Partly because he was right and partly because she was used to things like that. She did of course have some friends and they were good ones, but they were few and far between. For the most part she was a loner. That being said Athena couldn't help but get attached to some of the penguins: Rico, because how rugged he was, but only a little. Although he didn't treat her different from the others she had a feeling that he knew more then he was letting on. Kowalski, because he had a certain geeky charm and he was funny in a unaware type way and of course little Private, who couldn't get attached to him? Because of what Hans told her she couldn't get attached at all to Skipper, but knew if she didn't know about Denmark they would be good friends.

At the two week mark they were all spending the morning in HQ. Private was watching the Luna-corns, while Rico brushed his Miss Perky dolls hair. Athena wanted to tell him that she had one when she was little, but she knew she couldn't. As to why he had it was obvious, if a little weird. She figured to each his own and wasn't really bothered by it. Besides the day before she was him hack up sticks of dynamite that became lit as soon as the fuse hit the air! Said fuses were of course made by Kowalski.

Athena was spending the morning eating Ricos secrete recipe sushi and noticed Kowalski was talking to Skipper about something he built that had gotten broken really bad. Apparently he was almost done fixing it. "Good on you Kowalski." thought Athena as she got up to stretch her legs that had gotten stiff from sitting there for so long. She wasn't to far away from the table before she saw a folder laying on the floor with a drawing on it. She picked it up and gave it a look. "Is this a picture of Denmark?" she asked holding it up. The whole team grinned but Skipper, who just rolled his eyes.

"Oh I was wondering where that was!" said Kowalski waddling over. Athena gave him the folder. "You see Athena, Skipper can't set foot in Denmark and won't tell us why."

"OK." said Athena trying to sound a bit weird-ed out.

"So I came up with a whole bunch of theories as to why and some possible occurrences that may have happened there." Kowalski continued "When I get a bit board I show him one or two of these sometimes. I can always tell that I'm close with either what happened or a single occurrence because he likes to give me a smack. Observe!" Kowalski then picked one of the sheets that was in the folder walked over to Skipper, who was talking to Rico about something, and showed it to him. Skipper gave it a look, then gave Kowalski a good smack and walked away. Kowalski went back over to Athena rubbing the side of his face, though he was grinning. "I must be dead on with this event. That one made my head ring a little."

"So what you got?" asked Athena Kowalski showed her the little sketch. It showed Skipper and Hans fighting each other with fish as if they were swords. "Is that a puffin?" asked Athena just barely stopping herself from mentioning Hans name. She noticed that Rico glanced in her direction for a second.

"Yup, his name is Hans. Hes an enemy of ours." said Kowalski Then he put the sketch in the 'keeper' section of the folder.

"Arch?"

"Nope, that title belongs to a deranged dolphin." said Skipper Suddenly a loud alarm went off that made Athena jump. Also there was a red light flashing. "One side you two!" Skipper said quickly as he made for the para-scope. Kowalski and Athena quickly scrambled out of his way. He looked topside and saw that a guy had grabbed a little kid and was running for the zoos entrance. "Hot and spicy chow mien! We got a kidnapper!" Skipper shouted "Lets go, go, go!"

"So, I'll just wait here then." said Athena with an awkward shrug.

"Oh no recruit! Its about time you seen some action!" said Skipper as the other three scrambled up the latter. Skipper grabbed her by the wing.

"Oh no!" she said getting a worried look right before Skipper pulled her with him.

They started off in hot pursuit of the guy who snatched the little girl via high speed belly slides. When the entrance started coming up Skipper turned his head back to look at them: "Rico, grappling gun!" Rico hacked up the tool in less then a second. Flawlessly Skipper caught it then fired up at the clock tower where it got purchase. Then they went from the ground to swinging and landing to the side of the clock by grabbing each others legs. Skipper then pulled a set of binoculars out of Ricos feathers. "I spotted his get away vehicle, its a motor cycle propped up against that tree." He then pointed it out to The Team Plus One. Then he got very angry as he said "No one and I mean no on threatens the kiddies in my zoo! Kowalski and Athena you cut him off from the front when he tries to get away. Rico, Private and I will secure the girl. Move out team!"

"Whoa! Hes not like what Hans told me at all!" thought Athena as she quickly studied the intense look on Skippers face. She and Kowalski then took off after Skipper gave him the grappling gun. The other three went in the other direction.

The three of them got to the guy just as he was starting up his bike. They would have lost him if he hadn't taken the time to do a quick and crude job of duct taping the girl to the bike. Rico pulled the switchblade he used to carry out of his feathers and started to cut the scared little one free. He had found it while sprucing up the base the other day. Skipper and Private tackled the guy causing him to slam into the tree and the bike to fall over. He recovered quickly and tore off, not even knowing that his hostage was pulled to safety by the three penguins or what even hit him.

_Elsewhere_: About a minute after he tore off, he was knocked off of his bike by the cord of the penguins grappling gun as it was fired across his path. Then Athena took great delight in using it to tie him in the tree it was hooked to so that he was hanging, so he couldn't get away. Kowalski had taken care of the bike so that it didn't hit anyone by jumping on it then steering it to a safe place. The team watched a bit later as the guy was taken down then put in handcuffs by two cops who were confused at the fact that he was tied like that. They also made sure that the little girl was alright and that she found her parents. They all had the warm and fuzzes at that sight.

Athena used that as cover as she gave Skipper a big hug, now feeling guilty about being a spy for Hans and also deciding that the puffin wasn't going to get anymore Intel out of her. If she was going to stuck as a penguin, she couldn't think of any others to be stuck that way with. She realized this way of thinking was a bit corny, but she didn't really care. As to dealing with Hans, she would think of something later.

"Whoa! Calm down girly, we high five around here! Up high!" said Skipper jumping slightly when she suddenly latched on to him. The others thought it was cute.

"Why am I not surprised?" she said grinning as she let him go. Then there were high fives all around.

That night Skipper was getting that same feeling he got the night he went out and found Athena. He informed the others of it, so Athena volunteered to do some re-con. Skipper was surprised.

"I'm still jacked up from that mission from before anyway, so staying up late will be easy." she said with a shrug.

"Alight then." said Skipper "A walkie and a set of binoculars." Skipper then gave her said items. "Good luck!"

"Don't wait up boys." said Athena before climbing up the latter. Once she was topside she did a quick sweep of the area with the binoculars to make sure that no one was watching. She made sure to do a triple sweep of the lemur habitat. Once she was sure that she was the only one out and about she went to go see Hans for what was hopefully the last time.

_Elsewhere_: "Haven't seen you for a few days. Is something up?" Hans asked when he saw her waddle into the bush.

"I'm afraid so. Kowalski has figured out that I am not a penguin." said Athena thinking on her feet. "Hes not sure if he can do anything about it. Also Skipper is getting really paranoid and is heightening security around here. So I can't get you anymore Intel. I really think hes starting to suspect something. If I were you I would bail and for a good long time too."

"Uh huh." said Hans tilting his head. He didn't give up anything of what he was thinking. "If Skipper suspects something shouldn't you bail too?"

"Nah, then that will prove him right. We don't want that, besides I have the trust of the other three so I'm pretty safe." Athena said without missing a beat.

"Hmm, Plan-B it is. Bye bye!" Hans then walked out of the bush and flew away.

"That worked a little to well." Athena thought out loud. She waited a few minutes then walked out of the bush on her way to find a good vantage point to finish out her re-con shift.

About ten feet away from the bush she ran into Marlene: "Hey Athena! What you up to?"

"Re-con for the boys. You?"

"Trying to avoid-"

"Julian!" Athena finished her sentence for her as the lemur showed up out of no where.

"What are you up to?" he asked

"Are you still on that? All I'm doing is re-con-"

"Oh really? Then why are you not being on top of the clock tower?" He said interrupting and pointing at the clock tower.

"Wow, and I thought paranoia was Skippers thing!" said a shocked Marlene.

"Fine, to prove that I'm not up to anything hows about you two join me."

"OK we will!" said Julian grabbing onto Marlene.

"Wait- whoa-?" Marlene was then pulled by Julian as he followed Athena.

The next morning the other two lemurs and Team Penguin found the three of them all sleeping back to back on top of the clock tower.

Skipper grinned then shouted "Fall in!" as loud as he could. The three jumped to their feet yelping. "I love doing that!" Skipper laughed while the others giggled behind him.

"Well I hate that!" said Marlene half glaring at him. Julian nodded as he yawned.

"Well at least I didn't get flung that time." said Athena casually with a yawn. The other two gave her a weird look. "I was sleeping in a lounge chair the last time."

"Oh." they both said.

"Same thing happened to me once, right into a tree branch." said Marlene giving Skipper a look.

"You go for height, she goes for distance. Simple as that Marlene." said Skipper grinning.

"Good come back!" said Marlene as everyone laughed.

"Well obviously nothing exciting happened last night, so lets get back to HQ for sushi!" Skipper then said.

"Yeah baby! Eats!" said both Athena and Marlene.

"Fruit smoothy time for us lemurs then!" the three of them then headed back to their habitat, as the penguins and Marlene headed for HQ.

After breakfast Marlene went back to her habitat as the zoo was just starting to open. Since it was a very busy day Athena was told by Skipper that she could spend the day in the HQ doing whatever she wanted. The more busy the zoo the more Alice was about and he knew that Athena didn't want to spend the day going in and out of HQ. So he figured that he would be a nice guy. She used most of that time to catch up on sleep in the lounge chair. The time she didn't spend sleeping she spent either watching TV or looking through the para-scope watching the teams playful antics.

When it was almost closing she started pacing on how and when she was going to tell them about Hans. She stopped when the hatch was opened and they jumped down.

"Saved you a fish!" said Rico tossing it to her. She failed to catch it then slipped on it. She landed on the remote, accidentally turning on the news. Before the news gained her full attention she saw him do the head tilting/squinting thing again, though he was grinning this time.

It was just after this that the news got every ones attention, as the news anchor started talking: "Next on the broadcast that missing persons case that we have been following." Athenas (human) picture then came up on the monitor nearby. Athena tried to hold it in, but she jumped slightly when she saw it. "As we have said she was last seen in the park. She had been playing Frisbee with her friends, but then she was chased towards The Central Park Zoo by this man, who has been brought in for questioning for the second time just this afternoon." A picture of Officer X then replaced Athenas picture on the monitor.

"Being cruel to animals isn't enough for that guy anymore or something?" growled Skipper as he and the other three glared at the TV.

"It is suspected by everyone that his obsession with penguins is what sparked the chase because she was wearing their colors that day. The zoo was searched today for any evidence that she was there. Strangely nothing was found and the staff didn't see her." the news anchor continued. "This news station has obtained this surveillance video just now from the zoo. It is going to be the first time anyone including us has seen it. Its from the day she vanished at the time of the chase." The anchor then turned to the monitor to watch. The image was made full screen for the at home viewers.

It showed part of the zoo entrance the was closest to some of the bushes that were there for ambiance. At the second that Athena was to be seen on the tape leaping into the zoo there was nothing but that strange flash of orange light. Just after that the bush moved a great deal, but there was nothing else, but normal zoo traffic after that.

"Huh, that's weird!" said the news anchor "Well we will bring you more on this story as it develops."

"The people looking for that girl explains why the zoo was so full today and why Alice looked so nervous. Also, there was something oddly familiar about that flash." said Skipper as he shut the TV off. He said this at the same time Kowalski looked at Rico, who whispered something then grinned at him. Kowalski went oddly stiff.

"I'm going to go and finish my little project now!" he said before rushing onto the lab and slamming the hallway door hard enough to make everyone jump.

"Hes a bit of workaholic isn't he." said Athena making Skipper grin and Rico roll his eyes still grinning. Private just shrugged.

"Athena, you seem a tad edgy. Are you alright?" Private then asked

"Yeah, its just what Skipper said about Officer X. What did you mean?" said Athena thinking fast.

"That's a long story. One of few we can tell you. We will have Rico whip up some sushi and we'll tell you all about X." said Skipper as they went over to the table with Private.

"I have to say that I find it quite weird that you will not eat plain fish. It has to be prepared first." said Private

"Uh yeah, I should really check myself into Sushi Lovers Anonymous." Athena said nodding. Skipper and Private grinned as Rico snorted just a bit to loud. Try as she might to not, she looked at him. Just before he started making sushi yet again he gave her a knowing type wink that the other two didn't see. Good thing that Skipper started talking about Officer X so nothing else happened between them. Skipper told her of every encounter they had with Officer X. Which took a good long time and a good amount of sushi. Athena listened with rapt attention. For a while even forgetting about the dilemma of telling the guys about Hans. Her favorite story was the one that ended with him going crazy after being sprayed with raw sewage. It was well after dark by the time the stories wrapped up and that was when they started wondering about Kowalski, as he hadn't emerged from his lab yet. Athena had to ask about someone else first though: "How was Ring tail today?"

"He was a bit weird-ed out that you didn't com out once, but since the zoo was so crowded he couldn't come over to ask." said Skipper

"So how could you tell he was weird-ed out?" Athena asked

"By the way he kept looking over at our habitat and tilting his head. I still don't get why he thinks your up to something. Being paranoid is Skippers thing." answered Private

"So I keep hearing." said Athena with a grin. She was then about to tell the team about Hans when the hallway door suddenly opened and Kowalski came out wearing something that resembled a purple tuba. "That's quite the fashion statement!" Athena blurted before she could stop herself. The others all snorted, including him.

"So you fixed it?" asked Skipper

"Yup! And I finished it too." Kowalski said grinning. He then tossed Private his Luna-corn toy!

He caught it, hugged it and said "Yay!"

"Oh, there's some good news!" said Rico winking at Athena again. She shot him a look that said 'Quit it!' He grinned, but didn't say anything else. The two of them looked back at Kowalski who had just turned his device on. It started making an odd beeping noise that Skipper, Rico and Private never heard before.

"I also added a new feature-" began Kowalski

What that new feature was they didn't get to hear. From up above there was a series of strange popping noises, followed by short screams of various zoo residents.

"What in the name of Vegas-es Eiffel Tower is going on up there?" yelled Athena as they all looked up.

Skipper then looked at Athena and said "That was a good one! I couldn't borrow it could I?"

"Sure, why not?" Athena replied grinning.

The hatch quickly opened and Marlene fell inside: "Guys! That crazy puffin is back! Hes trapped everyone in their habitats! Hes-" Suddenly a lasso came down and tied Marlenes arms to her sides. Then she was yanked up, back through the hatch.

"Marlene, you know running away while someone is talking is rude!" came Hans voice. Then he leaned over the hatch so The Team Plus One could see him. "Oh, Hi Skipper! Don't be a stranger!" He waved at them as they made for the hatch. Then he slammed it shut as Skipper jumped up onto the latter, then up at the hatch. Skipper bounced off the hatch then hit the ground. Everyone ran over to him.

"Are you alright Skipper?" Athena asked as he quickly got up.

"Yeah, I'm fine, royally cheesed off, but fine." he replied still looking up at the hatch. "Topside Team!" Skipper shouted pointing at the hatch. His suddenness and volume making Athena jump. The other three went up the latter first then without so much of a warning or glance Skipper grabbed Athena and pushed her up the latter in front of him.

"I guess I need more action?" she asked as she climbed.

"Got that right recruit." said Skipper

"I got to say that I don't like it when you call me that." said Athena as she climbed out of the hatch.

"He hasn't come up with a clever codename for you yet that's all." said Private

"Well, in that case I'll take recruit." said Athena Private grinned

Then the five of them looked around and saw that the surrounding habitats, like the rest of the zoo, had what looked like thick white plastic tarps over them that were secured by huge screws in the ground. They went to outside the lemur habitat. Part of the cover was on the outside of the enclosure, though tight to the wall so there was no entry.

"Kowalski analysis." said Skipper gesturing at the plastic tarp.

The Lieutenant gave what they thought was a plastic tarp a quick, but thorough look. "Heavy duty steel mesh with a plastic outer layer. The only way these great screws would be able to get this much penetration is if these covers were shot out of something like one of out blue cannons." as his statement came to an end Kowalski rubbed his chin area with a wing.

"Well, lets just slice through this sucker!" said Skipper gesturing at Rico, who pulled his switchblade out of his feathers.

"Wait!" said Athena grabbing Ricos shoulder. "That's to easy and there has got to be a reason that its made out of metal. This thing doesn't strike me as cheap."

Spurred on by her words Kowalski took a closer look and saw that there were wires attached to the metal mesh. By their configuration The Team Tech could tell that they went to something, but in the dark he couldn't see what. He did know that it wouldn't be a good idea to slice it open. He reported these new findings to the team. "But how did you know?"

"Hanging out with you guys has taught me to listen to my gut." she replied pointing at her gut in a imitation of Skipper, who grinned.

"Lets get some supplies back at HQ." Skipper said

"Speaking of, how come he didn't cover that up?" asked Athena as they turned a headed for HQ.

"Either hes toying with us or he ran out of the modified tarps." replied Kowalski

"I'm thinking the first one. He does seem to like getting Skippers dander up." said Private

"Well said Young Private." said Skipper

The five of them went down into HQ and procured some weapons. Skipper wasn't taking any chances: Private was sporting a kendo stick, Kowalski was carrying some kind of fancy looking laser weapon, Skipper gave Athena the grappling gun and was himself packing a flame thrower and Rico had some of that dynamite Athena had seen before.

"One question, why do I get the grappling gun?"

"I thought you liked the grappling gun." said Kowalski

"I do, but its not a weapon."

"It is if you use it right." said Skipper After that they went topside again. The five of them were barely out of the hatch when a very small grenade was thrown in the middle of them. "Evasive!" shouted Skipper thinking it was an explosive. All of them dove into the water in different directions except Athena who went in the same direction Skipper did. The entire inclosure was full of thick gray smoke. They met said smoke when each of them surfaced near each side of the fence. When each of them looked up at the fence they saw Hans silhouette standing on it.

"I see him!" everyone shouted not realizing just how thick the smoke was and thinking that they were all looking at the same silhouette.

"Engage!" shouted Skipper unaware that he just sent everyone but Athena in different directions.

_Elsewhere_: Kowalski made a fast beeline for Marlenes the only other habitat besides theirs that wasn't covered, The Options Guy assuming that Hans was using this location as a base. He searched the outside for Marlene first, at one point encountering a badly made pitfall trap.

Not finding her he went into her cave, moving slowly so he could detect any traps in the entrance. When he reached the part of the cave where he could see inside Marlenes room he saw a tied up and now gagged Marlene sitting on the floor. She jumped a little at the sight of his laser weapon.

"Is the puffin around?" he asked in a somewhat loud whisper.

Marlene shook her head.

Kowalski sighed with relief and slowly approached, thinking something might fall on him from the ceiling. He wouldn't put it passed Hans to try a trap like that. He was almost to the otter when he felt himself step on a perfectly camouflaged pressure plate like device that activated a complicated trap that had Kowalski hanging from the ceiling in less then a second. The surprise of this caused him to drop his laser weapon.

"Smashed atoms!" he shouted He jumped slightly as he felt his own weapon on his back. "Oh crud."

"Don't worry I set it on stun." Hans said before firing.

_Elsewhere_: Rico was over by Joeys habitat confused as to where the others were, but none-the-less hunting down Hans. He was briefly distracted when he heard that the kangaroo was yelling at the tweaked tarp that was over his habitat when Hans suddenly attacked him with a high jump kick to the back. Rico quickly kicked himself up and hacked up a few sticks of the air activated dynamite. As soon as it was up, it was sucked right out of his wings as Hans was packing a special vacuum. In a vacuum there is no air of course so Ricos weapon of choice and trademark was now useless.

"Well played!" Rico grunted glaring at the puffin. He went into a battle stance and waited to see if Hans would attack first. He didn't so Rico faked him out causing him to flinch back. Then he attacked for real. Hans fought dirty and smacked him with the vacuum. It stunned him and he stumbled backwards. Then Hans hit him with it again and Rico was out like a light.

_Elsewhere_: Private was in The Reptile House, alone and unnerved by that fact. When Skipper called on the walkie all but him and Skipper forgot to stash in their feathers he jumped a great deal: "Private report! Where are you?"

"I'm in The Reptile House." Private replied

"Are Kowalski or Rico with you?" asked Skipper

"Negative, I don't know where they are. I thought they were with you." replied Private

"The only one I got is Athena. Hold tight, we are coming to get you." said Skipper sounding more annoyed then nervous, though both were the same.

"Roger that." Private then went to put the walkie back into his feathers when it was suddenly knocked to the floor with Ricos switchblade sticking out of it. Private whipped around and saw Hans leaning on the door jam. Private displayed the kendo stick he had in a threatening (for him) manner.

"Oh I know how skilled your are with that." said the puffin in an annoyingly casual tone. "That's why I brought this!" Hans quickly pulled out a device that was a lot like a light saber and used it to cut up Privates kendo stick.

Private glared then threw the handle of it at him, he cut it in half in midair, but then Private kicked one of the segments of the kendo stick at him. It tripped Hans as he ran at Private. His light saber like device flew out of his wing and broke when it hit the floor.

"Aw, that's a shame!" said Private with sarcasm. "You know if Kowalski built that one it would have been fine."

Hans kicked himself up and glared at him. Then the two exchanged some blows. "Well I'm impressed!" said Hans "If this Team Penguin thing doesn't work out I could always use a side kick." It was Privates turn to glare, then he tried to get him with a round house, but Hans dodged by using his advantage of being able to fly. He darted around the room to confuse he opponent then he swiftly tackled him into the wall knocking him out. "Not exactly as planned, but whatever works." said Hans as he wiped his wings together in an 'all done' fashion.

Because Hans could fly he was out of there by the time Skipper and Athena arrived. All they found was what remained on their weapons and a Smart Phone.

"Privates gone?" asked Athena

"Not willingly." said Skipper gesturing at the sliced up kendo stick. Skipper then picked up the Smart Phone and gave it a look over. "This is Kowalskis. Why would this be here."

"Why does Kowalski need a Smart Phone?" asked Athena

"For missions where hacking is required." answered Skipper turning it on. He saw that there was a new video on it, so he opened up and hit play.

Hans appeared: "And The Private makes three!" He showed Private laying out cold on the floor. Hans voice then took on a very dark tone: "If you want you boys back Skipper, come to the park by midnight or its not going to be pretty."

"He didn't specify a place in the park. So it can't be to far from the zoo." said Athena Skipper looked up at her. She shrugged: "I watch a lot of action movies." Skipper grinned.

_Elsewhere_: Hans was pacing in front of a pile of the things he and the three tied up out cold penguins used in their bouts, plus the cannon he used to cover the habitats. Nearby there was a very awake and angry also tied and gagged otter. If Skipper didn't show up soon she had half a mind to let her wild side go after Hans.

The puffin got a bit board with pacing and decided to talk to Marlene. He pulled down the gag and asked "Wondering how I caught the three penguins over there?"

"Yeah I was actually." answered Marlene with a glare.

"It was easy, I'm more clever then they are for one, two they used certain things on me and I made sure to pack things to help me get around them-"

"Hans!" yelled Skipper

He looked over his shoulder and saw Skipper standing there holding a flame thrower and Athena holding the grappling gun. He turned back to Marlene. "I also have another surprise that I think a certain lemur is going to like." Marlenes eyes got big as Hans re-gagged her. He then turned to look at the approaching penguins: "For a minute there, I didn't think you were going to show up Skipper."

"Yeah, now I'm hurt." said Skipper then he threw the flame thrower at the pile of weapons as he said "Here a little peace offering." As soon as it landed on the pile it exploded as the small timer Skipper put on it, after a quick stop at HQ on the way, hit zero.

"No!" shouted Hans Hans then jumped into the air over the flames and looked like he was about to attack Skipper. Athena used the grappling gun and got him around his ankle and pulled him down. Somehow he landed on his feet, quickly untied himself, then he charged at Athena like a bull. She hit the ground with a wing on her belly. Hans then turned on Skipper and the two of them exchanged blows. Skipper titled his head when Hans suddenly grinned.

Marlene screamed through her gag as Skipper got hit in the back with the grappling guns hook. He hit the ground with Athena standing behind him with aforementioned tool. "He was right, this thing can be a weapon!" She leaned down and tapped Skipper on the back. Hans figured that she told him something clever like 'pleasant dreams'. He didn't pay any attention as he walked away and watched the fire burn itself out. Athena then walked up next to him. "Yeah, that was dramatic. I didn't know he was going to blow up the weapons like that." said Athena

"Skipper always had a flare for the dramatic." said Hans as he turned and started walking towards Marlene. It was then that Athena noticed what park bush was right behind her. She started following Hans. "By the way, sorry about not going easy and knocking you down before. Didn't want Skipper to suspect anything."

"Funny, I was about to say the same thing to you." said Athena She then quickly jumped up and grabbed the Frisbee that was still sitting on top of the bush.

"What-?" was all Hans got out before Athena smacked him with the Frisbee hard enough to stun him.

"Skipper now!" Athena quickly shouted. Skipper was up like a shot. He ran over to Hans a judo chopped him. Hans was now out cold. "Wow that worked! How action movie was that?" she said with a big goofy grin.

"You got some explaining to do." said Skipper completely serious.

"Yeah, I know." It was then that the rest of the team started waking up. "I was going to tell you all before, but then the attack happened. You take care of things here while I get rid of those weird tarps."

"How?"

Athena took Ricos switchblade out of her feathers. "I found it back at The Reptile House." She then took off before Skipper could stop her.

After cleaning up the mess in the park as best they could and sending Hans back to Hoboken they walked into the main part of the zoo and were surprised to see that all the tarps were off the habitats and thrown into recycling. They, Team Penguin and Marlene, found Athena sitting in the penguin-ized lounge chair in HQ. Surrounded by certain things that belonged to the five of them. With the faint smell of burnt feathers in the air.

"There was an electrical system in them, those tarps. A distraction to weaken us I'm sure. I went numb around the forth one or so. Ricos knife melted near the end though." Athena explained to their odd looks.

"OK, but why have you commandeered my favorite disguise accessories?" asked Skipper

"And my Luna-corn?" asked Private

"And my guitar?" asked Marlene

"Miss Perky?" grunted Rico looking nervous.

"And the- Oh, be very careful with that!" said Kowalski as he saw that she had taken The Penguin-izer.

"Oh, I took these to keep you from doing anything rash while I explain something. When I'm done you can have the stuff back and I wont ruffle your feathers anymore."

"Very clever." said Skipper with a slight laugh. "Alright boys settle in for story time."

Athena grinned then began explaining everything from the top. When she was done Rico said "Knew it!" Right away, while Kowalski looked a bit guilty about what his invention did.

"I noticed." said Athena fighting hard not to give Rico a look. "How?"

"Mannerisms and a little overacting." he replied grinning.

Athena tilted her head at him.

"I think what he means is that you were trying to hard to imitate us and some of your mannerisms were to human and hard to suppress. He knew from the start and told me earlier in the evening."

"Yup and yup!" nodded Rico grinning. "And there was the fish thing too!" Athena laughed.

"Someones observant." said Marlene "How is it that the rest of you didn't catch it?"

"I was to busy trying to fix that." said Kowalski pointing at his invention.

"I'm not sure-" began Private Skipper gave him a look. "What?"

Skipper badly imitated his ascent as he said "Private fancy-s you!" Then he batted his eyes. Private shrugged with an oddly confirming grin on his face.

"In his defense he thought I was a penguin."

"He fell for one of the zoos staff once." said Kowalski grinning. Athena fought hard not to giggle as Private shot Kowalski an annoyed look.

"And what about you Skipper?" asked Marlene

"Was going with my gut-" began Skipper

"And both yours and Ring tails were right." said Athena looking guilty. She pulled out the grappling gun before anyone could say anything else. "Now as promised I bid adieu!" She fired the grappling gun at the top of the latter. Once she landed on top of the latter she left it there and just took off.

_Elsewhere_: The next morning well before the zoo opened Team Penguin and Marlene found Athena sleeping in her Frisbee under the bush from the night before.

Skipper let the other don their earmuffs before shouting into the bull horn he carried: "Fall in recruit!"

Athena jumped so bad that she ended up in the bush. She hung upside down and said "Well good morning to you too Skipper and Team." She gave the group a salute, she counted Marlene as part of the team. "To what do I owe the wake up call?"

"You left before Kowalski could change you back to normal." said Private gesturing at him. "The new feature on his machine confirms that he can."

"Your gonna-?" began Athena

"Duh!" said Rico grinning.

"So that's what the tuba thingy is for. No wonder you told me to be careful with it." said Athena She then fell out of the bush. She stood up like nothing happened while the others grinned at her.

"Alright, prepare to be de-penguin-ized." said Kowalski setting up the device to do just that.

"Wait what happens if you turn me back and I end up in the buff?" Athena quickly asked, but to late as the device was already scanning her. The orange light flash happened and Athena was human again. Also she was clothed, which the boys were glad for.

"Well, this goes without saying, but I'm going to say it anyway, after all that happened last night you can consider yourself an Honorary Penguin both literally and figuratively." said Skipper grinning up at Athena. She grinned back. "Now boys and girls back, to HQ."

"Oh?" asked Athena

"So you can learn your cover story." said Skipper as he turned around and started walking towards the zoo.

"Alright then." Athena shrugged as she followed them. They got into the zoo via one on their tunnels and were almost to the penguin habitat. Skipper and Marlene were walking in front of Athena, Private was on her shoulder, Rico was on her head and she was carrying a very relaxed Kowalski. "OK, now how did this happen?" asked Athena Everyone shrugged in an amused way.

Suddenly Julian came out of no where screaming: "Athena!" He landed on her unoccupied shoulder and hugged her around her head, one of his arms going over her eyes causing her to halt.

"Ring tail! I can't see!" she said without thinking. He quickly let go. "Wait how did you know it was me?"

"The same way I was knowing that you weren't a penguin." he said pointing at his own nose. "You weren't smelling like a penguin. Now of course you do, only now your not being one. That is also why I thought you were being up to something. But it turned out OK so I'm not mad at you anymore." Julian then hugged her around her head again.

"Not only did he listen in on us last night but I think that he fancy-s you too." said Private with a wink.

"Shushies!" he said to Private who giggled. The lemur then jumped off her shoulder with an awkward look on his face. He walked a short distance then turned and said "Smoothies at my place later."

Athena grinned and said "Sure."

"Huzzah!" replied Julian then he ran back to his place looking just a little bit red faced.

"I think your right about him Private." said Athena They both giggled.

"Stranger things have happened, like the time you all thought that I was an arctic mink." said Marlene Skipper cleared his throat loudly as did the others.

"Am I allowed to hear that story?" asked Athena

"Yup!" said Marlene

"OK then, do I want to know?"

"No!" said all of the penguins

Marlene laughed and said "I'll tell you later."

"Sweet!" said Athena "But I have to say that though Ring tail is pretty weird, he is cute in a way only he can be."

"You don't know him like we do." said Skipper in a warning sort of way. Athena just blinked at him.

They had Athena sit on a bench that was out of camera range and gave her a folder that had her cover story in it, 'spelled out' in little drawings. During breaks in her memorization of said folder Marlene told her the mink story, then after that she told the story of the time Skipper was running around with a pretty pink bow on his head.

"Well that explains a lot!" said Athena grinning.

"Yeah, but even then we haven't even scratched the weird surface with those guys." said Marlene grinning back.

"Oh heck no!" laughed Athena "But it will be fun to try! Assuming I can hang out with you guys again, penguin-ized or not." Everyone grinned.

Later that day, after her 'smoothy date' with Julian, The Team saw her on the news with her family and her few (human) friends. Also the (classified) cover story they came up with worked a treat!

**The End**

_Authors Note__: Well there you have it, a penguin-ized story! Inspired by the fact that there are to many human-ized stories, among others things. Anyway, I hoped you all enjoyed. I'm awaiting your reviews, though not the flames. __And of course the disclaimer that I put down here because I can: I don't own The Penguins Of Madagascar. Dream Works/Nickelodeon does.~_

_~Over & Out~_


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